8-K 1 split8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 16, 2005 MONARCH CASINO & RESORT, INC. (Exact name of registrant as specified in its charter) NEVADA 0-22088 88-0300760 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1175 W. Moana Lane, Suite 200 Reno, NEVADA 89509 (Address of Principal Executive Offices) (Zip Code) (775)825-3355 ---------------------------------------------------- (Registrant's telephone number, including area code) NOT APPLICABLE ---------------------------------------------------- (Former name or former address, if changed since last report) ITEM 7.01 Regulation FD Disclosure On March 16, 2005, Monarch Casino & Resort, Inc. (the "Company") issued a press release announcing a 2 for 1 split of the Company's common stock. The record date for the stock split is March 17, 2005 and trading on a split adjusted basis will begin on March 31, 2005. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. ITEM 9.01 Financial Statements and Exhibits (c) EXHIBITS 99.1 Text of press release dated February 15, 2005. -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MONARCH CASINO & RESORT, INC. Date: March 16, 2005 By: /s/ Ben Farahi ------------------------- Name: Ben Farahi Title: Chief Financial Officer, Treasurer and Secretary -3- Exhibit 99.1 PRESS RELEASE MONARCH CASINO & RESORT, INC. ANNOUNCES 2 FOR 1 STOCK SPLIT RENO, NV- March 16, 2005 - Monarch Casino & Resort, Inc. (Nasdaq: MCRI) (the "Company") today announced that its Board of Directors has approved a two-for-one split of the Company's common stock resulting in the increase in the number of common shares issued from approximately 9.5 million to approximately 19.1 million. Each shareholder of record at the close of business on March 17, 2005, will receive one additional share for every outstanding share held on the record date, and trading will begin on a split-adjusted basis on March 31, 2005. Monarch Casino & Resort, Inc., through its wholly-owned subsidiary, owns and operates the tropically-themed Atlantis Casino Resort in Reno, Nevada. The Atlantis is the closest hotel-casino to and is directly across the street from the Reno-Sparks Convention Center. The Atlantis is recognizable due to its Sky Terrace, a unique structure rising approximately 55 feet from street level and spanning 160 feet across the street with no intermediate support pillars. The Sky Terrace connects the Atlantis to a 16-acre parcel of land owned by the Company, that is compliant with all casino zoning requirements, is suitable and available for future expansion of the Atlantis facilities and is currently being used by the Company as additional paved parking for the Atlantis. The existing Atlantis site offers almost 1,000 guest rooms in three contiguous high-rise hotel towers and a motor lodge. The tropically-themed Atlantis features approximately 51,000 square feet of high-energy casino space with 37 table games and approximately 1,450 slot and video poker machines, a sports book, Keno and a poker room, and offers a variety of dining choices in the form of nine high-quality food outlets. Statements in this release that are not historical fact are "forward looking" statements under the Private Securities Litigation Reform Act of 1995 that involve risks and/or uncertainties that could cause actual results to differ from expectations, including the risks and/or uncertainties as described in the company's public filings with the Securities and Exchange Commission. Contacts: Ben Farahi at (775) 825-3355 or benfarahi@monarchcasino.com Karl G. Brokmann at (775) 825-3355 or kbrokmann@monarchcasino.com -4-